STOCK TITAN

Spire Inc. (NYSE: SR) lifts nine‑month earnings and reaffirms 2026–27 EPS outlook

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Spire Inc. reported fiscal 2026 third‑quarter and nine‑month results for the period ended June 30, highlighting a transformed, predominantly regulated gas utility portfolio after divesting Spire Marketing and Spire Storage. Q3 continuing operations showed a net loss of $42.6 million, or $(0.72) per diluted share, versus a $13.3 million loss, or $(0.29) per share, a year earlier; on an adjusted basis, the loss was $15.7 million, or $(0.26) per share, compared with $13.3 million, or $(0.29) per share.

The Gas Utility segment’s adjusted loss narrowed to $3.2 million from $10.0 million, driven by new Spire Missouri and Spire Alabama rates, higher usage in Alabama, favorable Cost Control Mechanism performance and increased off‑system sales, partly offset by higher depreciation, taxes and interest. Other activities posted a larger adjusted loss of $12.5 million, reflecting higher corporate costs and interest expense.

For the first nine months, continuing operations generated net income of $262.8 million ($4.21 per diluted share) and adjusted earnings of $301.8 million ($5.01 per share), both above the prior year. Discontinued operations contributed $253.8 million in Q3, including a $254.6 million after‑tax gain on sale, and $325.6 million year‑to‑date. Management reaffirmed fiscal 2026 adjusted earnings per share guidance from continuing operations of $3.90–$4.10, fiscal 2027 adjusted EPS guidance of $5.40–$5.60, a 5–7% long‑term adjusted EPS growth target, and a 10‑year $11.2 billion capital plan, with $797 million of expected 2026 capital expenditures.

Positive

  • Adjusted earnings strength: First nine‑month adjusted earnings from continuing operations rose to $301.8M, or $5.01/share, from $248.1M ($4.05/share), while management reaffirmed fiscal 2026–2027 adjusted EPS guidance and a 5–7% long‑term growth target.

Negative

  • Weaker Q3 continuing results: Fiscal 2026 Q3 net loss from continuing operations widened to $42.6M, or $(0.72)/share, from $13.3M ($(0.29)/share), reflecting higher interest, depreciation, taxes and acquisition‑related costs.

Filing Explained

The August 5 8-K records reported results without common-stock issuance proceeds and provides balance-sheet debt and equity figures.

This Form 8-K furnishes Spire’s August 5 earnings release under Items 2.02 and 7.01; the information is not deemed filed and is not incorporated by reference into registration statements.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q3 2026 net loss from continuing operations $42.6 million Three months ended June 30, 2026; $(0.72) diluted EPS
Q3 2026 adjusted loss from continuing operations $15.7 million Three months ended June 30, 2026; $(0.26) adjusted EPS
9M 2026 net income from continuing operations $262.8 million Nine months ended June 30, 2026; $4.21 diluted EPS
9M 2026 adjusted earnings from continuing operations $301.8 million Nine months ended June 30, 2026; $5.01 adjusted EPS
Q3 2026 net income from discontinued operations $253.8 million Includes $254.6 million after‑tax gain on sale
Fiscal 2026 adjusted EPS guidance $3.90–$4.10 per share Adjusted earnings per share from continuing operations
Fiscal 2027 adjusted EPS guidance $5.40–$5.60 per share Adjusted EPS from ongoing businesses including Spire Tennessee
10‑year capital plan $11.2 billion Capital investment target through fiscal 2035
Contribution margin financial
"Contribution margin increased $30.6 million, driven primarily by new Spire Missouri rates"
Contribution margin is the amount of money left from a product’s sale after paying the costs that rise with each unit sold (like materials or hourly labor); it can be shown per unit or as a percentage of the sale price. Investors care because it shows how much each sale contributes to covering fixed expenses and generating profit — think of each sale as a slice of pie where the contribution margin is the slice available to pay the rent and add to earnings.
Rate Stabilization and Equalization (RSE) mechanism financial
"Spire Alabama rates under the Rate Stabilization and Equalization (RSE) mechanism"
Cost Control Mechanism (CCM) financial
"Margin also benefited from higher Spire Alabama usage... and favorable Cost Control Mechanism (CCM) performance"
Infrastructure System Replacement Surcharge (ISRS) financial
"higher Missouri Infrastructure System Replacement Surcharge (ISRS) revenues"
A surcharge added to customer bills to pay specifically for replacing aging infrastructure—such as pipes, power lines, or network equipment—collected separately from regular service charges and directed to capital repairs. Investors care because it creates a predictable, designated revenue stream for necessary projects, affects future cash flow and profit timing, and carries regulatory and public-acceptance risk much like a dedicated maintenance savings account that spreads big repair costs into steady smaller payments.
Assets held for sale financial
"Assets held for sale | $ 81.4 | $ 182.7 | $ 199.9"
Assets held for sale are things a company has decided to sell and has reclassified on its balance sheet to show they are being marketed rather than used in daily operations — like putting a house on the market instead of living in it. This matters to investors because these items are measured based on expected sale proceeds (which can reveal likely gains or losses), stop being treated as regular operating assets, and signal upcoming cash inflows or a change in strategy that can affect the company’s financial health and stock value.
Q3 2026 operating revenues $420.2 million vs $352.5 million in Q3 2025
Q3 2026 net loss from continuing operations $42.6 million ( $(0.72) per diluted share ) vs $13.3 million ( $(0.29) per share ) in Q3 2025
9M 2026 net income from continuing operations $262.8 million ( $4.21 per diluted share ) vs $248.1 million ( $4.05 per share ) in 9M 2025
9M 2026 adjusted earnings from continuing operations $301.8 million ( $5.01 per share ) vs $248.1 million ( $4.05 per share ) in 9M 2025
Guidance

Fiscal 2026 adjusted EPS from continuing operations of $3.90–$4.10; fiscal 2027 adjusted EPS of $5.40–$5.60; long‑term adjusted EPS growth target of 5–7%.

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FAQ

What were Spire Inc. (SR)'s fiscal 2026 Q3 results from continuing operations?

Spire reported a Q3 2026 net loss from continuing operations of $42.6M, or $(0.72) per diluted share, compared with a $13.3M loss, or $(0.29) per share, a year earlier. On an adjusted basis, the loss was $15.7M, or $(0.26) per share.

How did Spire Inc. (SR)'s nine‑month 2026 earnings compare with 2025?

For the first nine months of fiscal 2026, Spire generated net income of $262.8M from continuing operations, or $4.21 per diluted share, versus $248.1M ($4.05 per share) in 2025. Adjusted earnings were $301.8M, or $5.01 per share, versus $248.1M ($4.05 per share).

What earnings guidance did Spire Inc. (SR) reaffirm for fiscal 2026 and 2027?

Management reaffirmed fiscal 2026 adjusted EPS from continuing operations of $3.90–$4.10 and fiscal 2027 adjusted EPS of $5.40–$5.60. The company also reiterated a 5–7% long‑term adjusted earnings per share growth target based on its original fiscal 2027 midpoint.

How much did discontinued operations contribute to Spire Inc. (SR)'s 2026 results?

Discontinued operations contributed $253.8M of net income in Q3 2026, including an after‑tax gain on sale of $254.6M. For the first nine months of fiscal 2026, discontinued operations generated $325.6M of earnings.

How did Spire Inc. (SR)'s Gas Utility segment perform in Q3 2026?

On an adjusted basis, the Gas Utility segment posted a $3.2M loss in Q3 2026 versus a $10.0M loss a year earlier. Contribution margin rose by $30.6M, driven by new Missouri and Alabama rates, higher Alabama usage, favorable CCM performance and off‑system sales.

What are Spire Inc. (SR)'s capital investment plans and 2026 capex outlook?

Spire targets a 10‑year capital investment plan of $11.2B through fiscal 2035, focused on infrastructure and new business. For fiscal 2026, expected capital expenditures for continuing operations are $797M, supporting its long‑term adjusted EPS growth target of 5–7%.
0001126956false00011269562026-08-052026-08-050001126956us-gaap:CommonStockMember2026-08-052026-08-050001126956sr:SixPointThreeSevenFivePercentageJuniorSubordinatedNotesDueTwoThousandEightySixMember2026-08-052026-08-05

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 5, 2026

 

Commission

File Number

Name of Registrant, Address of Principal

Executive Offices and Telephone Number

State of

Incorporation

IRS Employer

Identification No.

1-16681

Spire Inc.
700 Market Street
St. Louis, MO 63101
314-342-0500

Missouri

74-2976504

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock $1.00 par value

SR

New York Stock Exchange LLC

6.375% Junior Subordinated Notes due 2086

 

SRJN

 

New York Stock Exchange LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition

 

See Item 7.01.

 

 

Item 7.01 Regulation FD Disclosure

 

On August 5, 2026, the Company issued an earnings news release announcing its results for the three and nine months ended June 30, 2026. The text of the release is included in Exhibit 99.1 attached to this report.

 

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

99.1

News release dated August 5, 2026.

 

104

Cover page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

The information contained in Items 2.02 and 7.01 of this report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in Items 2.02 and 7.01 of this report shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Spire Inc.

Date:

August 5, 2026

By:

/s/ Adam W. Woodard

Adam W. Woodard

Executive Vice President,

Chief Financial Officer

 


 

Exhibit 99.1

 

img209991078_0.jpg

Investor Contact:
Megan L. McPhail
314-309-6563
Megan.McPhail@SpireEnergy.com

 

Media Contact:
Jason Merrill
314-342-3300
Jason.Merrill@SpireEnergy.com

For Immediate Release

Spire reports FY26 third quarter results

ST. LOUIS (August 5, 2026) – Spire Inc. (NYSE: SR) today reported results for its fiscal 2026 third quarter ended June 30. Highlights include:

Completed divestitures of Spire Marketing and Spire Storage businesses
Net loss from continuing operations of $42.6 million, or $(0.72) per diluted share, compared to a net loss of $13.3 million, or $(0.29) per share, a year ago
Adjusted loss* from continuing operations of $15.7 million, or $(0.26) per share, compared to a loss of $13.3 million, or $(0.29) per share a year ago
Reaffirmed fiscal 2026 adjusted earnings guidance from continuing operations of $3.90–$4.10
Reaffirmed fiscal 2027 adjusted earnings guidance range of $5.40–$5.60
Reaffirmed long-term adjusted earnings growth target of 5-7%

Following the divestitures of the Spire Marketing and Spire Storage businesses, results and guidance discussed in this release reflect continuing operations for the gas utilities, excluding Spire Tennessee, unless otherwise noted. Results for the quarter reflect solid performance across the utilities supported by new rates, infrastructure investment and disciplined cost management. Gas Utility earnings improved year-over-year, driven by new rates, higher Spire Alabama usage, net of weather mitigation, and favorable Cost Control Mechanism (CCM) performance.

“Our third quarter results demonstrate the benefits of our focused utility strategy and the meaningful progress we've made in transforming Spire into a simpler, fully regulated business,” said Scott Doyle, president and chief executive officer of Spire. “With our portfolio optimization largely complete, we are well positioned to execute on our strategic priorities. The strength of our results enables us to reaffirm our fiscal 2026 and 2027 earnings guidance as we remain focused on safely delivering reliable service for our customers, investing in infrastructure and creating sustainable long-term value for our shareholders.”

Third Quarter Results

 

Three Months Ended June 30,

 

 

 

(Millions)

 

 

(Per Diluted Common Share)

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Adjusted Earnings* (Loss) by Segment

 

 

 

 

 

 

 

 

 

 

 

 

Gas Utility Segment

 

$

(3.2

)

 

$

(10.0

)

 

 

 

 

 

 

Other

 

 

(12.5

)

 

 

(3.3

)

 

 

 

 

 

 

Total

 

$

(15.7

)

 

$

(13.3

)

 

$

(0.26

)

 

$

(0.29

)

Adjustments, pre-tax:

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition activities1

 

 

(36.0

)

 

 

 

 

 

(0.61

)

 

 

 

Impairment

 

 

(1.5

)

 

 

 

 

 

(0.03

)

 

 

 

Income tax effect of adjustments

 

 

10.6

 

 

 

 

 

 

0.18

 

 

 

 

Net Income (Loss)

 

$

(42.6

)

 

$

(13.3

)

 

$

(0.72

)

 

$

(0.29

)

Weighted Average Diluted Shares Outstanding

 

 

59.1

 

 

 

59.1

 

 

 

 

 

 

 

 

 


 

*Non-GAAP, see “Adjusted Earnings and Reconciliation to GAAP.”

(1) Includes transaction, transition and financing costs for the Piedmont Tennessee Transaction.

 

Adjusted earnings exclude from net income, as applicable, the impacts of fair value accounting and timing adjustments associated with energy-related transactions, the impacts of acquisition, divestiture and restructuring activities, and the largely non-cash impacts of other non-recurring or unusual items such as impairments and certain regulatory, legislative, or GAAP standard-setting actions.

Continuing operations

For the third fiscal quarter of 2026, Spire reported a consolidated net loss from continuing operations of $42.6 million, $(0.72) per diluted share, compared to a prior-year net loss of $13.3 million, or $(0.29) per diluted share. Adjusted earnings from continuing operations reflected a loss of $15.7 million, or $(0.26) per share, compared to a loss of $13.3 million, or $(0.29) per share last year.

Gas Utility

 

Gas Utility reported a loss on an adjusted earnings basis of $3.2 million, compared to a loss of $10.0 million in the prior year, reflecting improvement at both Spire Missouri and Spire Alabama.

Contribution margin increased $30.6 million, driven primarily by new Spire Missouri rates effective October 2025, higher Missouri Infrastructure System Replacement Surcharge (ISRS) revenues, and Spire Alabama rates under the Rate Stabilization and Equalization (RSE) mechanism that were effective December 2025. Margin also benefited from higher Spire Alabama usage, net of weather mitigation, and favorable CCM performance. Favorable off-system sales at Spire Missouri and Spire Alabama also benefited earnings.

Operation and maintenance expense was $3.8 million higher in the quarter compared to prior year. After adjusting for the impact of a pension reclass and bad debt expense, operation and maintenance expense increased $0.4 million, reflecting higher non-payroll expenses partially offset by a reduction in employee-related costs.

Depreciation expense increased $11.8 million year over year, driven by capital investment and updated depreciation schedules implemented under Spire Missouri’s new rates. Taxes other than income taxes increased $4.0 million primarily reflecting revised property tax amortization included in new rates at Spire Missouri. Interest expense increased $2.4 million due to higher long-term debt balances, partially offset by lower long-term and short-term rates.

Other

Spire’s other activities reported an adjusted loss from continuing operations of $12.5 million versus an adjusted loss of $3.3 million in the prior year. The variance in earnings is primarily due to higher corporate costs and interest expense.

Discontinued operations

Spire’s earnings from discontinued operations was $253.8 million during the third fiscal quarter, which includes an after-tax gain on sale of $254.6 million.

 

 


 

Year-to-Date Results

 

Nine Months Ended June 30,

 

 

 

(Millions)

 

 

(Per Diluted Common Share)

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Adjusted Earnings (Loss)* by Segment

 

 

 

 

 

 

 

 

 

 

 

 

Gas Utility Segment

 

$

335.5

 

 

$

263.0

 

 

 

 

 

 

 

Other

 

 

(33.7

)

 

 

(14.9

)

 

 

 

 

 

 

Total

 

$

301.8

 

 

$

248.1

 

 

$

5.01

 

 

$

4.05

 

Adjustments, pre-tax:

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition activities1

 

 

(74.8

)

 

 

 

 

 

(1.27

)

 

 

 

Impairment

 

 

(5.4

)

 

 

 

 

 

(0.09

)

 

 

 

Gain on sale of subsidiary

 

 

28.9

 

 

 

 

 

 

0.49

 

 

 

 

Income tax effect of adjustments

 

 

12.3

 

 

 

 

 

 

0.21

 

 

 

 

Preferred share redemption costs

 

 

 

 

 

 

 

 

(0.14

)

 

 

 

Net Income

 

$

262.8

 

 

$

248.1

 

 

$

4.21

 

 

$

4.05

 

Weighted Average Diluted Shares Outstanding

 

 

59.2

 

 

 

58.5

 

 

 

 

 

 

 

*Non-GAAP, see “Adjusted Earnings and Reconciliation to GAAP.”

(1) Includes transaction, transition and financing costs for the Piedmont Tennessee Transaction.

Continuing operations

For the first nine months of fiscal 2026, Spire reported consolidated net income of $262.8 million ($4.21 per diluted share) compared to prior-year net income of $248.1 million ($4.05 per diluted share). Adjusted earnings were $301.8 million ($5.01 per share) compared to $248.1 million ($4.05 per share) last year.

Gas Utility results reflect strong performance across all utilities. Earnings increased primarily due to new Spire Missouri rates effective in October 2025, higher Spire Missouri ISRS revenues and Spire Alabama rates under the RSE mechanism effective December 2025. Earnings also benefited from favorable CCM performance in Spire Alabama and increased off-system sales in both Spire Missouri and Spire Alabama. Usage, net of weather mitigation, was higher in Spire Alabama but lower in Spire Missouri.

Operation and maintenance expense increased $7.7 million; however, after adjusting for the impact of a pension reclass and bad debt expense, O&M was essentially flat year over year. These benefits were partially offset by higher depreciation costs, increased taxes other than income taxes, higher interest expense and a Spire Alabama customer refund provision.

 

Spire’s other activities reflect higher corporates costs and interest expense in the current year.

Discontinued operations

Spire’s earnings from discontinued operations was $325.6 million during the first nine months of fiscal 2026, which includes an after-tax gain on sale of $254.6 million.

 

 

Guidance and Outlook

 

Spire continues to expect fiscal 2026 adjusted earnings from continuing operations to be in the range of $3.90–$4.10 per share, reflecting year-to-date results as well as the classification of Spire Marketing and Spire Storage as discontinued operations. This guidance excludes Spire Tennessee results.

Spire continues to expect fiscal 2027 adjusted EPS to be in the range of $5.40–$5.60 from our ongoing businesses, which reflects a full year of earnings contributions from Spire Tennessee.

Our 10-year $11.2 billion capital investment target through fiscal 2035 is driven by investment in infrastructure

 


 

and new business. This plan supports Spire’s long-term adjusted earnings per share growth of 5-7% using the original fiscal 2027 adjusted EPS guidance midpoint of $5.75 as a base. Expected total capital expenditures for continuing operations in fiscal 2026 is $797 million.

 

Conference Call and Webcast

Spire will host a conference call and webcast today to discuss its fiscal 2026 third quarter financial results. To access the call, please dial the applicable number approximately 5–10 minutes in advance.

 

Date and Time:

 

Wednesday, August 5

 

 

 

8 a.m. CT (9 a.m. ET)

 

 

 

 

 

Phone Numbers:

 

U.S. and Canada:

 

844-824-3832

 

International:

 

412-317-5142

 

The webcast can be accessed at Investors.SpireEnergy.com under Events & Presentations. A replay of the call will be available until August 12, 2026, by dialing 855-669-9658 (U.S. and Canada), or 412-317-0088 (international). The replay access code is 1744375.

About Spire

At Spire (NYSE: SR), our vision is to deliver a stronger energy future as an industry-leading natural gas provider. We safely and reliably serve the natural gas needs of close to 2 million homes and businesses through gas utilities in Alabama, Mississippi, Missouri and Tennessee, making us one of the largest publicly traded natural gas companies in the country. We are committed to transforming our business through growing organically, investing in infrastructure and driving continuous improvement. Learn more at SpireEnergy.com.

 


 

Forward-Looking Information and Non-GAAP Measures

 

This news release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, including statements regarding our expectations, plans and objectives for future performance, future operating results, earnings guidance, capital investment plans, and the expected timing and benefits of, and risks associated with, acquisitions, dispositions and related integration and transition activities (including the acquisition of the Piedmont Natural Gas Tennessee business, the sale of Spire Marketing and the announced sales of Spire Storage and Spire Mississippi), are forward-looking statements. Forward-looking statements may be identified by words such as “estimates,” “expects,” “projects,” “anticipates,” “intends,” “targets,” “plans,” “forecasts,” “may,” “likely,” “would,” “should,” “anticipated” and similar expressions. Although the forward-looking statements contained in this news release are based on estimates and assumptions that management believes are reasonable, various uncertainties and risk factors may cause future performance or results to be different than those anticipated, including, among other things, weather conditions and catastrophic events; economic factors; the competitive environment; governmental and regulatory policy and action; the satisfaction of conditions to, and the timing and completion of, the announced dispositions (including receipt of required regulatory approvals); our ability to realize anticipated benefits from completed and announced transactions; transaction costs and potential disruption from completed and announced transactions; and our ability to retain and hire key personnel. More complete descriptions and listings of these uncertainties and risk factors can be found in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the Securities and Exchange Commission. Such forward-looking statements are made based on information available as of the date of this document, and Spire undertakes no obligation to revise or update such statements to reflect subsequent events or circumstances, except as otherwise required by securities and other applicable laws.

 

This news release includes the non-GAAP financial measures of “adjusted earnings,” “adjusted earnings per share,” and “contribution margin.” Management also uses these non-GAAP measures internally when evaluating the Company’s performance and results of operations. Adjusted earnings exclude from net income, to the extent incurred in a given period, the impacts of acquisition, divestiture and restructuring activities and the largely non-cash impacts of impairments, and the impacts of certain regulatory, legislative, or GAAP standard-setting actions. Contribution margin adjusts revenues to remove the costs that are directly passed on to customers and collected through revenues, which are the wholesale cost of natural gas and gross receipts taxes. These internal non-GAAP operating metrics should not be considered as an alternative to, or more meaningful than, GAAP measures such as operating income, net income, or earnings per share.


 

 

 


 

Condensed Consolidated Statements of Income – Unaudited

 

(In Millions, except per share amounts)

 

Three Months Ended
June 30,

 

 

Nine Months Ended
 June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Operating Revenues

 

$

420.2

 

 

$

352.5

 

 

$

2,138.9

 

 

$

1,946.9

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas

 

 

101.2

 

 

 

95.5

 

 

 

770.3

 

 

 

763.5

 

Operation and maintenance

 

 

148.3

 

 

 

119.6

 

 

 

432.5

 

 

 

365.3

 

Depreciation and amortization

 

 

95.2

 

 

 

72.8

 

 

 

257.4

 

 

 

216.1

 

Taxes, other than income taxes

 

 

52.1

 

 

 

42.5

 

 

 

189.9

 

 

 

167.1

 

Total Operating Expenses

 

 

396.8

 

 

 

330.4

 

 

 

1,650.1

 

 

 

1,512.0

 

Operating Income

 

 

23.4

 

 

 

22.1

 

 

 

488.8

 

 

 

434.9

 

Interest Expense, Net

 

 

(85.6

)

 

 

(47.9

)

 

 

(206.2

)

 

 

(139.4

)

Other Income, Net

 

 

5.8

 

 

 

4.6

 

 

 

15.5

 

 

 

8.2

 

Impairment

 

 

(1.5

)

 

 

 

 

 

(5.4

)

 

 

 

Gain on Sale of Subsidiary

 

 

 

 

 

 

 

 

28.9

 

 

 

 

(Loss) Income From Continuing Operations Before Income Taxes

 

 

(57.9

)

 

 

(21.2

)

 

 

321.6

 

 

 

303.7

 

Income Tax (Benefit) Expense

 

 

(15.3

)

 

 

(7.9

)

 

 

58.8

 

 

 

55.6

 

Net (Loss) Income From Continuing Operations

 

 

(42.6

)

 

 

(13.3

)

 

 

262.8

 

 

 

248.1

 

Net Income From Discontinued Operations, net of tax

 

 

253.8

 

 

 

34.2

 

 

 

325.6

 

 

 

63.4

 

Net Income

 

 

211.2

 

 

 

20.9

 

 

 

588.4

 

 

 

311.5

 

Provision for preferred dividends

 

 

 

 

 

3.7

 

 

 

5.2

 

 

 

11.1

 

Income allocated to participating securities

 

 

0.3

 

 

 

 

 

 

0.8

 

 

 

0.4

 

Preferred share redemption costs

 

 

 

 

 

 

 

 

8.0

 

 

 

 

Net Income Available to Common Shareholders

 

$

210.9

 

 

$

17.2

 

 

$

574.4

 

 

$

300.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Number of Shares Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

59.0

 

 

 

58.9

 

 

 

59.0

 

 

 

58.3

 

Diluted

 

 

59.1

 

 

 

59.1

 

 

 

59.2

 

 

 

58.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic (Loss) Earnings Per Common Share - Continuing Operations

 

$

(0.72

)

 

$

(0.29

)

 

$

4.22

 

 

$

4.06

 

Diluted (Loss) Earnings Per Common Share - Continuing Operations

 

$

(0.72

)

 

$

(0.29

)

 

$

4.21

 

 

$

4.05

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic Earnings Per Common Share - Discontinued Operations

 

$

4.29

 

 

$

0.58

 

 

$

5.51

 

 

$

1.08

 

Diluted Earnings Per Common Share - Discontinued Operations

 

$

4.29

 

 

$

0.58

 

 

$

5.49

 

 

$

1.08

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic Earnings Per Common Share

 

$

3.57

 

 

$

0.29

 

 

$

9.73

 

 

$

5.14

 

Diluted Earnings Per Common Share

 

$

3.57

 

 

$

0.29

 

 

$

9.70

 

 

$

5.13

 

Dividends Declared Per Common Share

 

$

0.825

 

 

$

0.785

 

 

$

2.475

 

 

$

2.355

 

 

 


 

Condensed Consolidated Balance Sheets – Unaudited

 

(In Millions)

 

June 30,

 

 

September 30,

 

 

June 30,

 

 

 

2026

 

 

2025

 

 

2025

 

ASSETS

 

 

 

 

 

 

 

 

 

Utility Plant

 

$

12,032.6

 

 

$

9,330.4

 

 

$

9,232.8

 

Less: Accumulated depreciation and amortization

 

 

3,107.9

 

 

 

2,577.4

 

 

 

2,571.8

 

Net Utility Plant

 

 

8,924.7

 

 

 

6,753.0

 

 

 

6,661.0

 

Non-utility Property

 

 

553.4

 

 

 

568.1

 

 

 

572.3

 

Other Investments

 

 

131.8

 

 

 

126.6

 

 

 

124.1

 

Total Other Property and Investments

 

 

685.2

 

 

 

694.7

 

 

 

696.4

 

Current Assets:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

20.7

 

 

 

5.7

 

 

 

13.1

 

Accounts receivable, net

 

 

245.5

 

 

 

210.3

 

 

 

240.3

 

Inventories

 

 

209.7

 

 

 

248.4

 

 

 

188.1

 

Other

 

 

232.6

 

 

 

160.8

 

 

 

138.7

 

Assets held for sale

 

 

81.4

 

 

 

182.7

 

 

 

199.9

 

Total Current Assets

 

 

789.9

 

 

 

807.9

 

 

 

780.1

 

 

 

 

 

 

 

 

 

 

 

Deferred Charges and Other Assets

 

 

3,691.6

 

 

 

2,873.8

 

 

 

2,812.7

 

Assets held for sale

 

 

 

 

 

445.9

 

 

 

446.1

 

Total Assets

 

$

14,091.4

 

 

$

11,575.3

 

 

$

11,396.3

 

 

 

 

 

 

 

 

 

 

 

CAPITALIZATION AND LIABILITIES

 

 

 

 

 

 

 

 

 

Capitalization:

 

 

 

 

 

 

 

 

 

Preferred stock

 

$

-

 

 

$

242.0

 

 

$

242.0

 

Common stock and paid-in capital

 

 

2,044.0

 

 

 

2,040.4

 

 

 

2,038.2

 

Retained earnings

 

 

1,515.9

 

 

 

1,087.6

 

 

 

1,179.5

 

Accumulated other comprehensive income

 

 

23.1

 

 

 

19.4

 

 

 

20.5

 

Total Shareholders' Equity

 

 

3,583.0

 

 

 

3,389.4

 

 

 

3,480.2

 

Temporary equity

 

 

4.4

 

 

 

6.1

 

 

 

5.2

 

Long-term debt (less current portion)

 

 

5,758.0

 

 

 

3,369.4

 

 

 

3,498.4

 

Total Capitalization

 

 

9,345.4

 

 

 

6,764.9

 

 

 

6,983.8

 

Current Liabilities:

 

 

 

 

 

 

 

 

 

Current portion of long-term debt

 

 

238.1

 

 

 

487.5

 

 

 

392.5

 

Notes payable

 

 

1,263.5

 

 

 

1,317.0

 

 

 

1,009.5

 

Accounts payable

 

 

194.4

 

 

 

156.3

 

 

 

140.2

 

Accrued liabilities and other

 

 

428.6

 

 

 

463.5

 

 

 

411.9

 

Liabilities associated with assets held for sale

 

 

7.9

 

 

 

124.2

 

 

 

132.4

 

Total Current Liabilities

 

 

2,132.5

 

 

 

2,548.5

 

 

 

2,086.5

 

Deferred Credits and Other Liabilities:

 

 

 

 

 

 

 

 

 

Deferred income taxes

 

 

1,054.6

 

 

 

887.4

 

 

 

900.5

 

Pension and postretirement benefit costs

 

 

43.1

 

 

 

74.7

 

 

 

105.0

 

Asset retirement obligations

 

 

596.9

 

 

 

577.7

 

 

 

593.0

 

Regulatory liabilities

 

 

777.6

 

 

 

578.0

 

 

 

582.0

 

Other

 

 

141.3

 

 

 

136.7

 

 

 

138.4

 

Liabilities associated with assets held for sale

 

 

 

 

 

7.4

 

 

 

7.1

 

Total Deferred Credits and Other Liabilities

 

 

2,613.5

 

 

 

2,261.9

 

 

 

2,326.0

 

Total Capitalization and Liabilities

 

$

14,091.4

 

 

$

11,575.3

 

 

$

11,396.3

 

 

 


 

Condensed Consolidated Statements of Cash Flows – Unaudited

 

(In Millions)

 

Nine Months Ended
 June 30,

 

 

 

2026

 

 

2025

 

Operating Activities:

 

 

 

 

 

 

Net Income

 

$

588.4

 

 

$

311.5

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

264.2

 

 

 

221.7

 

Deferred income taxes and investment tax credits

 

 

156.0

 

 

 

73.5

 

Gain on sale of discontinued operations

 

 

(329.4

)

 

 

 

Changes in assets and liabilities

 

 

67.0

 

 

 

(30.0

)

Other

 

 

(132.6

)

 

 

6.2

 

Net cash provided by operating activities

 

 

613.6

 

 

 

582.9

 

 

 

 

 

 

 

 

Investing Activities:

 

 

 

 

 

 

Capital expenditures

 

 

(608.4

)

 

 

(699.7

)

Business acquisitions, net of cash acquired

 

 

(2,500.8

)

 

 

 

Proceeds from sale of discontinued operations

 

 

819.9

 

 

 

 

Other

 

 

20.4

 

 

 

3.0

 

Net cash used in investing activities

 

 

(2,268.9

)

 

 

(696.7

)

 

 

 

 

 

 

 

Financing Activities:

 

 

 

 

 

 

Issuance of long-term debt

 

 

2,488.1

 

 

 

150.0

 

Repayment of long-term debt

 

 

(357.5

)

 

 

(7.0

)

Redemption of preferred shares

 

 

(242.0

)

 

 

 

Preferred share redemption cost

 

 

(8.0

)

 

 

 

Issuance of delayed draw term loan

 

 

800.0

 

 

 

 

Repayment of delayed draw term loan

 

 

(800.0

)

 

 

 

(Repayment) issuance of short-term debt, net

 

 

(53.5

)

 

 

62.5

 

Issuance of common stock

 

 

 

 

 

76.0

 

Dividends paid on common stock

 

 

(144.8

)

 

 

(135.8

)

Dividends paid on preferred stock

 

 

(7.4

)

 

 

(11.1

)

Other

 

 

(1.8

)

 

 

(7.6

)

Net cash provided by financing activities

 

 

1,673.1

 

 

 

127.0

 

 

 

 

 

 

 

 

Net Increase in Cash, Cash Equivalents, and Restricted Cash

 

 

17.8

 

 

 

13.2

 

Cash, Cash Equivalents, and Restricted Cash at Beginning of Period

 

 

41.2

 

 

 

34.9

 

Cash, Cash Equivalents, and Restricted Cash at End of Period

 

$

59.0

 

 

$

48.1

 

 

 


 

Adjusted Earnings and Reconciliation to GAAP

Continuing Operations

 

(In Millions, except per share amounts)

 

Gas
Utility Segment

 

 

Other

 

 

Total

 

 

Per
Diluted
Common
Share
(2)

 

Three Months Ended June 30, 2026

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss [GAAP]

 

$

(11.1

)

 

$

(31.5

)

 

$

(42.6

)

 

$

(0.72

)

   Adjustments, pre-tax:

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition activities(1)

 

 

9.5

 

 

 

26.5

 

 

 

36.0

 

 

 

0.61

 

Impairment

 

 

1.5

 

 

 

 

 

 

1.5

 

 

 

0.03

 

   Income tax effect of adjustments (2)

 

 

(3.1

)

 

 

(7.5

)

 

 

(10.6

)

 

 

(0.18

)

Adjusted Loss [Non-GAAP]

 

$

(3.2

)

 

$

(12.5

)

 

$

(15.7

)

 

$

(0.26

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss [GAAP] and Adjusted Loss [Non-GAAP]

 

$

(10.0

)

 

$

(3.3

)

 

$

(13.3

)

 

$

(0.29

)

 

 

 

Gas
Utility Segment

 

 

Other

 

 

Total

 

 

Per
Diluted
Common
Share
(2)

 

Nine Months Ended June 30, 2026

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss) [GAAP]

 

$

324.6

 

 

$

(61.8

)

 

$

262.8

 

 

$

4.21

 

   Adjustments, pre-tax:

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition activities(1)

 

 

9.5

 

 

 

65.3

 

 

 

74.8

 

 

 

1.27

 

Impairment

 

 

5.4

 

 

 

 

 

 

5.4

 

 

 

0.09

 

Gain on sale of subsidiary

 

 

 

 

 

(28.9

)

 

 

(28.9

)

 

 

(0.49

)

   Income tax effect of adjustments (2)

 

 

(4.0

)

 

 

(8.3

)

 

 

(12.3

)

 

 

(0.21

)

Preferred share redemption costs(3)

 

 

 

 

 

 

 

 

 

 

 

0.14

 

Adjusted Earnings (Loss) [Non-GAAP]

 

$

335.5

 

 

$

(33.7

)

 

$

301.8

 

 

$

5.01

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss) [GAAP] and Adjusted Earnings (Loss) [Non-GAAP]

 

$

263.0

 

 

$

(14.9

)

 

$

248.1

 

 

$

4.05

 

(1) Includes transaction, transition and financing costs for the Piedmont Tennessee Transaction.

(2) Income tax adjustments include amounts calculated by applying federal, state, and local income tax rates applicable to ordinary income to the amounts of the pre-tax reconciling items.

(3) Adjusted earnings per share is calculated by replacing consolidated net income with consolidated adjusted earnings in the GAAP diluted EPS calculation, which includes reductions for cumulative preferred dividends and participating shares and in quarter two of 2026, excludes the impact of the February 2026 cost of redemption of Spire’s 5.9% Series A Preferred Stock, including related depositary shares.

 


 

Contribution Margin and Reconciliation to GAAP

Continuing Operations

 

(In Millions)

 

Gas
Utility Segment

 

 

Other

 

 

Elimi-
nations

 

 

Consoli-
dated

 

Three Months Ended June 30, 2026

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income (Loss) [GAAP]

 

$

27.3

 

 

$

(3.9

)

 

$

 

 

$

23.4

 

Operation and maintenance

 

 

134.8

 

 

 

18.3

 

 

 

(4.8

)

 

 

148.3

 

Depreciation and amortization

 

 

92.3

 

 

 

2.9

 

 

 

 

 

 

95.2

 

Taxes, other than income taxes

 

 

51.3

 

 

 

0.8

 

 

 

 

 

 

52.1

 

Less: Gross receipts tax expense

 

 

(21.0

)

 

 

 

 

 

 

 

 

(21.0

)

Contribution Margin [Non-GAAP]

 

 

284.7

 

 

 

18.1

 

 

 

(4.8

)

 

 

298.0

 

Natural gas costs

 

 

110.4

 

 

 

5.3

 

 

 

(14.5

)

 

 

101.2

 

Gross receipts tax expense

 

 

21.0

 

 

 

 

 

 

 

 

 

21.0

 

Operating Revenues

 

$

416.1

 

 

$

23.4

 

 

$

(19.3

)

 

$

420.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income [GAAP]

 

$

16.7

 

 

$

5.4

 

 

$

 

 

$

22.1

 

Operation and maintenance

 

 

114.1

 

 

 

10.1

 

 

 

(4.6

)

 

 

119.6

 

Depreciation and amortization

 

 

70.0

 

 

 

2.8

 

 

 

 

 

 

72.8

 

Taxes, other than income taxes

 

 

41.8

 

 

 

0.8

 

 

 

(0.1

)

 

 

42.5

 

Less: Gross receipts tax expense

 

 

(19.6

)

 

 

(0.2

)

 

 

0.2

 

 

 

(19.6

)

Contribution Margin [Non-GAAP]

 

 

223.0

 

 

 

18.9

 

 

 

(4.5

)

 

 

237.4

 

Natural gas costs

 

 

104.9

 

 

 

5.2

 

 

 

(14.6

)

 

 

95.5

 

Gross receipts tax expense

 

 

19.6

 

 

 

0.2

 

 

 

(0.2

)

 

 

19.6

 

Operating Revenues

 

$

347.5

 

 

$

24.3

 

 

$

(19.3

)

 

$

352.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30, 2026

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income (Loss) [GAAP]

 

$

514.0

 

 

$

(25.2

)

 

$

 

 

$

488.8

 

Operation and maintenance expenses

 

 

376.5

 

 

 

70.0

 

 

 

(14.0

)

 

 

432.5

 

Depreciation and amortization

 

 

248.7

 

 

 

8.7

 

 

 

 

 

 

257.4

 

Taxes, other than income taxes

 

 

187.6

 

 

 

2.3

 

 

 

 

 

 

189.9

 

Less: Gross receipts tax expense

 

 

(107.2

)

 

 

 

 

 

 

 

 

(107.2

)

Contribution Margin [Non-GAAP]

 

 

1,219.6

 

 

 

55.8

 

 

 

(14.0

)

 

 

1,261.4

 

Natural gas costs

 

 

797.5

 

 

 

7.6

 

 

 

(34.8

)

 

 

770.3

 

Gross receipts tax expense

 

 

107.2

 

 

 

 

 

 

 

 

 

107.2

 

Operating Revenues

 

$

2,124.3

 

 

$

63.4

 

 

$

(48.8

)

 

$

2,138.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income [GAAP]

 

$

416.5

 

 

$

18.4

 

 

$

 

 

$

434.9

 

Operation and maintenance expenses

 

 

351.9

 

 

 

26.8

 

 

 

(13.4

)

 

 

365.3

 

Depreciation and amortization

 

 

207.6

 

 

 

8.5

 

 

 

 

 

 

216.1

 

Taxes, other than income taxes

 

 

164.9

 

 

 

2.3

 

 

 

(0.1

)

 

 

167.1

 

Less: Gross receipts tax expense

 

 

(101.4

)

 

 

(0.2

)

 

 

0.2

 

 

 

(101.4

)

Contribution Margin [Non-GAAP]

 

 

1,039.5

 

 

 

55.8

 

 

 

(13.3

)

 

 

1,082.0

 

Natural gas costs

 

 

790.3

 

 

 

7.7

 

 

 

(34.5

)

 

 

763.5

 

Gross receipts tax expense

 

 

101.4

 

 

 

0.2

 

 

 

(0.2

)

 

 

101.4

 

Operating Revenues

 

$

1,931.2

 

 

$

63.7

 

 

$

(48.0

)

 

$

1,946.9

 

 

 

 


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